SEC Form 4 · accession 0001209191-17-031961
EnerSys · ENS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael J Schmidtlein
Officer — Executive Vice President & CFO
Period of report
May 9, 2017
Accepted (ET)
May 12, 2017 · 4:27 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001289308
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | May 9, 2017 | A | 6,242 | $0.00 | A | 79,350 | D | |
| Common StockF3,F2 | May 9, 2017 | A | 3,969 | $0.00 | A | 83,319 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock OptionsF2,F4 | $83.14 | May 9, 2017 | A | 13,625 | A | — | May 9, 2027 | Common Stock | 13,625 | 13,625 | D |
Explanation of responses
- F1These shares were granted as performance share units and vest one hundred percent on May 9, 2020, with an additional one year holding period (4 years total until settlement), subject to acceleration and cancellation upon the occurrence of certain events. Each performance share unit converts into the number of shares of common stock determined by applying the TSR multiplier to the number of units vesting on the third anniversary of the date of grant. The TSR multiplier is based on relative TSR performance versus peers over the three year vesting period. The peer group is the S&P Small Cap 600 Industrial Index, of which EnerSys is a member, and consists of approximately 100 companies. The minimum TSR multiplier is 0% and the maximum TSR multiplier is 200%. These shares represent the performance share units granted, assuming a TSR multiplier of 100%.
- F2This grant was made after markets had closed.
- F3These shares were granted as restricted stock units that vest twenty-five percent on each of May 9, 2018, May 9, 2019, May 9, 2020, and May 9, 2021, subject to acceleration or forfeiture in certain specified circumstances.
- F4The options vest in three equal annual installments beginning on May 9, 2018, subject to acceleration or forfeiture in certain specified circumstances.